Willdan (WLDN) Director Reports Large Insider Sales, Retains 70,696 Shares

Rhea-AI Filing Summary

Willdan Group insider sale disclosure — Director Thomas D. Brisbin reported multiple open-market sales of Willdan Group, Inc. (WLDN) common stock executed on 08/22/2025. The Form 4 lists seven separate sales totaling 117,595 shares sold on that date at weighted-average prices shown per lot, with reported weighted-average prices ranging from the low $104s to about $111. After these transactions the reporting person beneficially owned 70,696 shares, which include 8,739 restricted shares that vest on dates in 2026 and March 7, 2026. All reported transactions are coded as sales and were signed by an attorney-in-fact on 08/26/2025.

Positive

• Disclosure compliance: Form 4 timely reports insider sales and ownership as required under Section 16.
• Remaining ownership detailed: Reporting person retains 70,696 shares, including 8,739 restricted shares with specified vesting dates.

Negative

• Substantial insider selling: Aggregate of 117,595 shares sold on 08/22/2025.
• No rationale provided: The filing contains no explanation for the concentrated sales activity.

Insights

Securities Analyst

TL;DR Director executed sizable open-market dispositions totaling 117,595 shares on one date, leaving 70,696 shares outstanding.

The Form 4 shows concentrated sales activity on 08/22/2025 across seven lots, with weighted-average prices reported for each lot and an aggregate reduction in beneficial holdings to 70,696 shares. The filing discloses that 8,739 of those remaining shares are restricted and subject to vesting through mid-2026. For investors, this is a clear compliance disclosure of insider selling; it contains precise share counts and price ranges but no explanation for the sales.

Corporate Governance Expert

TL;DR Routine Section 16 disclosure of director stock sales with vesting schedule detail for remaining restricted shares.

The report identifies Thomas D. Brisbin as a director and records multiple open-market sales on a single date. The filing documents the vesting schedules for restricted stock that remain beneficially owned, providing transparency on indirect ownership. The Form 4 is procedural and compliant; it does not present additional corporate actions or governance changes.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Brisbin Thomas Donald

(Last) (First) (Middle)

2401 EAST KATELLA AVENUE

SUITE 300

(Street)

ANAHEIM CA 92806

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Willdan Group, Inc. [ WLDN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/22/2025		S		10,615	D	$104.58(1)	177,676(2)	D
Common Stock	08/22/2025		S		4,910	D	$105.36(3)	172,766(2)	D
Common Stock	08/22/2025		S		7,520	D	$106.68(4)	165,246(2)	D
Common Stock	08/22/2025		S		8,974	D	$107.65(5)	156,272(2)	D
Common Stock	08/22/2025		S		24,988	D	$108.9(6)	131,284(2)	D
Common Stock	08/22/2025		S		33,096	D	$109.39(7)	98,188(2)	D
Common Stock	08/22/2025		S		27,492	D	$110.84(8)	70,696(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $104.06 to $105.01, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (1), footnote (3), footnote (4), footnote (5), footnote (6), footnote (7) and footnote (8).

2. Includes (i) 1,781 shares of restricted stock that vest on June 11, 2026, (ii) 1,124 shares of restricted stock that vest on June 12, 2026, and (iii) 5,834 shares of restricted stock that vest on March 7,2026, subject to the Reporting Person's continued service to the Issuer through the applicable vesting date.

3. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $105.1 to $106.01, inclusive.

4. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $106.12 to $107.04, inclusive.

5. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $107.16 to $108.13, inclusive.

6. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $108.16 to $109.15, inclusive.

7. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $109.16 to $110.13, inclusive.

8. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $110.18 to $111.16, inclusive.

	/s/ Creighton K. Early, Attorney-in-Fact for Thomas D. Brisbin	08/26/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transactions did Thomas D. Brisbin report for WLDN on 08/22/2025?

He reported seven open-market sales totaling 117,595 shares executed on 08/22/2025 with weighted-average prices across lots.

How many Willdan Group (WLDN) shares does the reporting person beneficially own after these sales?

The Form 4 shows the reporting person beneficially owned 70,696 shares following the reported transactions.

Are any of the remaining WLDN shares restricted?

Yes. The filing discloses 8,739 restricted shares that vest on March 7, 2026, June 11, 2026, and June 12, 2026.

What price range did the sales occur at according to the Form 4?

The filing reports weighted-average prices with component transactions ranging from approximately $104.06 to $111.16 across the lots.

Who signed the Form 4 and when?

The Form 4 was signed by Creighton K. Early, Attorney-in-Fact for Thomas D. Brisbin on 08/26/2025.